SEC Form 4 · accession 0001179110-16-029200
Landmark Infrastructure Partners LP · LMRK
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
A later amendment supersedes this filing — read the amendment. The figures below are kept as originally reported (version chain, not an overwrite).
Reporting owners
AIM Universal Holdings, LLC
Director · 10% Owner
Landmark Dividend Holdings LLC
Director · 10% Owner
AIM LANDMARK HOLDINGS, LLC
Director · 10% Owner
LANDMARK DIVIDEND LLC
Director · 10% Owner
Period of report
Aug 30, 2016
Accepted (ET)
Sep 1, 2016 · 4:36 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001615346
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| COMMON UNITS (LIMITED PARTNER INTERESTS)F2,F1 | Aug 30, 2016 | A | 25,509 | — | A | 254,098 | I | By Landmark Dividend Holdings LLC |
| COMMON UNITS (LIMITED PARTNER INTERESTS)F1 | holding | — | — | — | 185,121 | I | By AIM Universal Holdings, LLC | |
| COMMON UNITS (LIMITED PARTNER INTERESTS)F1 | holding | — | — | — | 55,097 | I | By Landmark Z-Unit Holdings LLC |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1This Form 4 is filed jointly by Landmark Dividend LLC ("Landmark Dividend"), Landmark Dividend Holdings LLC ("Landmark Holdings"), AIM Landmark Holdings, LLC ("AIM Landmark") and AIM Universal Holdings, LLC ("AIM"). Landmark Dividend is indirectly owned and managed by Landmark Holdings. Landmark Z-Unit Holdings LLC ("Z-Unit") is directly owned and managed by Landmark Holdings. AIM Landmark, through a wholly-owned subsidiary, holds a majority of the ownership interests in Landmark Holdings and is entitled to elect the majority of the members of the board of managers of Landmark Holdings. AIM Landmark is controlled by AIM. Each of AIM, AIM Landmark and Landmark Holdings may be deemed to indirectly beneficially own the securities held by Landmark Dividend and Z-Unit, but disclaim beneficial ownership except to the extent of their respective pecuniary interests therein.
- F2On August 30, 2016, Landmark Dividend Growth Fund - G LLC ("Fund G") sold 100% of the membership interest in LD Acquisition Company 12 LLC to the Issuer in exchange for 3,592,430 common units and cash (the "Transaction"). In connection with the Transaction, Fund G commenced winding up its affairs and distributed all of its assets to its direct and indirect members as required by its limited liability company agreement. Landmark Dividend, through its wholly-owned subsidiary, is the managing member of Fund G and therefore may be deemed to have indirect beneficial ownership over the securities held by Fund G, but only to the extent of Landmark Dividend's pecuniary interest therein. As a result of the distribution of assets in Fund G, on August 30, 2016, Landmark Dividend received 25,509 common units as a result of its partnership interest in Fund G and its pecuniary interest in the securities received by Fund G in the Transaction.